Wind Up Working for Frank Zappa


They had the most prestigious job in rock. And the toughest boss.

By following the musicians who once shared the stage with Frank Zappa, we’ll learn about the magic and the manipulation of this entrepreneur in difficult music.

Frank Zappa (1940-1993) was one of the great musical minds of the twentieth century. Composer, bandleader, guitarist and producer, but also provocateur, entrepreneur, social commentator and above all: pioneer. Zappa moved with the greatest of ease between genres that normally rarely meet: doo-wop, musique concrète, fusion, metal. His fierce independence and wilfulness made him an utterly incomparable figure in the rock world.

The life story of Frank Zappa is too vast and complex for a single documentary. My idea is to tell his story through the people who shared the stage with him, quite often for years on end: his musicians. He was their mentor and inspiration, but also their employer. He was never a friend and several of his employees felt used when their contract got terminated. Through their intimate stories we’ll get to know the real Frank Zappa. Not by means of watching talking heads and archival footage, but by observing their musical lives.

One of Frank Zappa’s greatest gifts was recognizing the talent in other people, then nurturing that talent and using it the for his own music. That way he managed to raise a generation of exceptional musicians. He also discarded them once he no longer had any purpose for them, sometimes quite unexpectedly. That tragedy is the drama of this film. Zappa made these young players members of the most exclusive club in rock, but it was never a membership for life.
Still, this film does not aim to be a character assassination. Every genius in history has left behind the people he or she no longer had any use for.

‘Music comes from composers – not musicians’: FZ


Fingers run over the neck of a guitar. We see the complex score that took this guitar player by surprise. When he has finished the difficult instrumental piece [The Black Page], the camera zooms out and we see a laughing Steve Vai. For him, this particular score is a trip down memory lane. As a teenager, forty years ago, transcribing insanely difficult instrumental pieces was his first job for Frank Zappa.

Backstage at a big festival, Vai talks about his audition. How Zappa tested his limits, and when Vai finally couldn’t keep up, said: ‘I hear Linda Ronstadt is looking for a guitar player.’ Crushed, Vai wanted to leave, whereupon Zappa told him he was hired.
Next we see Vai perform, a virtuoso in complete control. We hear his voice: ‘Zappa taught me everything I know. Not a day goes by without me thinking about him.’ The crowd roars, the sound fades.

A black and white picture of FZ, with a quote: ‘The things that my guys play are designed to be played by human beings. But really, really excellent human beings.’

Words scroll over more photos:
‘In a life cut short by cancer at 53, Frank Zappa managed to achieve what only very few musicians before or after him were able to achieve: he built a unique and manifold oeuvre; he was the sole owner of his published work; and he’d become rich enough for complete independence. Frank Zappa was an entrepreneur in difficult music, and business was booming. It made him wealthy, respected and immortal.’

We see a small tour bus on a highway. It’s Banned from Utopia, on its way to a gig somewhere in Europe.
More words:
‘If Zappa was an entrepreneur, then his musicians were his staff. Through the years he employed more than a hundred of them. Many of these musicians still perform his music today.’

In the car, four veterans of Zappa’s bands: keyboard player Robert Martin, singer Ray White, horn player Albert Wing and bass player Tom Fowler.
We hear the voice of FZ:
‘There is a spirit of accomplishment surrounding this tour unit that is quite remarkable. Second only to being in the Marines. This band can go out and do anything, and they know it. And they are thankful that they are rehearsed to the point that even under the most adverse circumstances, they can do a two- hour show that will kick your ass.’

The men, having arrived at their next venue, unload the gear. It’s a small town, somewhere in the heart of Europe. While they soundcheck some classic FZ-repertoire, we hear the stories. Zappa was a tough ringleader who demanded an almost superhuman effort from his band members. But the endless hours of rehearsing insanely difficult music paid off. ‘Zappa University, you can’t beat it,’ says Fowler. And Martin adds: ‘I would not have believed the amount of information I was able to get under my fingers.’
They explain the system of gestures with which Zappa would conduct his band on stage. At the drop of a hat the ensemble could switch from blues to reggae, from metal to Weather Report. Bobby shows the so called ‘meltdown’, the segment during which Zappa would steer the band from one crazy improv to the next.

Visitors start entering the theatre, on the walls posters for the bands who frequent the place: seventies has-been acts, far below Zappa’s level of musicianship. The BfU-men live off the crumbs of Zappa’s reputation. The travelling is tiresome, the turn out quite often disappointing, their bodies are all but used up.
Tom Fowler sums up his ailments: brain tumour, cancer, rotten knees. Bobby Martin is in better shape. He used to have a fitness video: ‘How to look good at any age’. Still the touring is gruelling for him as well. But when the lights go out and the show starts, these men immediately fall back unto the iron discipline that FZ has whipped into them, thirty, forty years ago.
Impressions of a inspired show, and the elation afterwards. While the guys, giddy as teenagers, head for the dressing room, we hear FZ:
‘My attitude is this: I pay money to have a service performed for me, on behalf of an audience that pays money to have a service performed for them. And I’m there to make sure that if somebody pays a ticket to my show, they are not going the be disappointed. They’re gonna see a band that knows what they’re doing, does it well and delivers entertainment for the money that’s spent.’
The next day is a day of rest. Female ace guitar player Corrie van Binsbergen will join the guys live for a guest spot on the famous guitar instrumental Black Napkins. During the rehearsal conversation turns to drugs, the one thing that was completely off the menu for FZ. The guys share anecdotes about their secret weed scoring, and recall notes slipped under their hotel doors: any further infraction would lead to being sacked. Tom sums up the casualties of these rules. The irony is that his kind of behaviour still is a recommendation for any other rock band. For Zappa is was unacceptable.

Corrie asks why during al those years, only one female musician has ever played with Frank. It leads to a somewhat uncomfortable discussion about Zappa’s alleged misogyny. Stories about groupies unfold, and how Zappa hired prostitutes for his band and crew members. Next morning he would demand full reports of all the sexual exploits. What made him write stuff like Magdalena, a merry song about incest? Or Any Kind of Pain? Bobby talks about being uncomfortable singing Stevie’s Spanking.
Steve Vai [we’re back at the festival] talks about the origins of Stevie’s Spanking, an account of his night with a groupie with unusual demands. Has he ever felt embarrassed about the song? This segment ends with Corrie whipping out a muscular version of Black Napkins.
Zappa’s voice comes through again:
‘Whether you like the style or the music is irrelevant. The quality of what’s put into the show is definitely there. That quality is the result of a huge cash investment that I have to put out before the tour even starts. It costs a quarter of a million dollars to make a band sound like that. We’re talking about two months of rehearsal, six days a week, 8 hours a day.’

Los Angeles
We drive through Zappa’s LA with bass player Arthur Barrow, and visit important sites from Zappa’s musical career. His living quarters, the clubs and studios, rehearsal spaces. It was Barrow who in his function as ‘clonemeister’ had to lead the long months of rehearsals before major tours. Anecdotes about how Zappa, who largely slept through the day to work at night, always knew exactly what was happening.
In his own Mar Vista studio, Barrow plays some rehearsal tapes. They give an excellent insight into the creative process of Zappa’s work, and how his mind worked. Meanwhile, Barrow tells the nerve-wracking account of his audition.

We see shots of planes landing at LAX, and hear the now familiar voice:
‘The word in the band is: will that be an aisle or a window? Which means, your ticket back to Los Angeles is right over here. Everybody knows that. People who’ll find that baffling are people who have a union mentality. That means that too many people do too little work for too much money. And then go on strike in order to get more days off.’
Together with Arthur, we pick up Tom Fowler from the airport. They only know each other from Zappa tribute bands, since they were in very different line ups. The two engage in a discussion about the different generations of Zappa-players. Was there ever a golden generation, or were they all great?

In the Sunset Boulevard rehearsal space where Barrow did his clonemeistering, more veterans arrive. Adrian Belew, Mike Keneally, Tommy Mars, Napoleon Murphy Brock. Not everyone left amiably, but the reigning sentiment is one of gratitude and pride. We confront the men with the following quote:
Zappa: ‘Any ex-musician is an ex musician for one of two reasons. 1: he’s not good enough to be in the band anymore, and 2: he had a career opportunity that led him to resign his post, for which there are probably 30 people waiting for his job.’ Discussion ensues.

To general hilarity, Adrian Belew tells of the time how he tried to work out a deal to tour with David Bowie behind Franks back. Of course, Zappa found out, and the same night changed the lyrics from Yo Mama into: ‘Why don’t you go to your David?’
The stories about how Zappa included actualities during performances come thick and fast. Belew confesses that he left Zappa way too soon. Frank had saved him from obscurity only two years earlier. There was still so much to learn, but he was hungry for bigger and better things. The men get their instruments and scores out. We hear Zappa:
‘That’s what the discipline is all about. He who leaves the band and complains about the discipline, maybe he’s regretting the fact that he’s not in the band anymore. So how else is he going to get his name in the paper than to say I’m a dictator. Fact of the matter is: I am the dictator. I am the guy who signs the checks and takes responsibility for everything that goes wrong.’
Someone tells the joke that Zappa himself was the only guy on stage who had the freedom to fuck up. Was he good enough for his own band? A session ensues.
The different generations try to figure out how working for Frank Zappa helped them, and how they helped his career. Tommy Mars recalls trying to claim credit for added songwriting, but to no avail. Did Zappa steal from his people?

We follow Tom to the mansion of his brother Walt in Hollywood. Tom explains how Walt became very wealthy, scoring Hollywood movies. The other two Fowlers who played for Zappa just have to get by on their wits. Brother Bruce arrives, Zappa stories from the seventies pour out of them.
Tom admits that he only plays BfU to have an income. Bruce tells of the difficulty to make money playing this complex music. Walt explains why Frank managed to become wealthy: he was an exceptional gifted entrepreneur. Stories ensue about his business acumen.
When the three brothers start jamming acoustically, we hear the voice of Frank one more time:
‘Everybody is on salary, crew is on salary, I have the cost of all those salaries, plus the cost of the hall we rehearse in, the equipment and all that stuff. I pay for it before I get a nickle from anybody buying a ticket. There are not that many groups who are willing to take that kinda risk, and not too many groups who have one man in the group who takes that financial risk himself. That’s the way I do my business. If there is something wrong with that, then let me know.’
The lawsuit the original members of the Mothers of Invention brought out against Frank is discussed. After years of toiling with no money coming in whatsoever, Zappa fired the band when their breakthrough seemed imminent. The case was settled out of court, but did they have a point?
Would the three brothers advise young musicians to follow in their footsteps?

At the Amsterdam Conservatorium, young students struggle to get to grips with one of Zappa’s challenging compositions. Then Tom and Robert arrive for a masterclass. During a performance of the students, they intervene, take charge and whip out a stunning version of Zombie Woof.
We end in San Diego, at home with Tom Fowler. The bass player lives quite modestly. For financial purposes, he spends half the year in the country of his wife, Thailand. Only now does he tell the story of his removal from Zappa’s band. Tom broke a finger during some football game, and was fired immediately. After the incident, Frank entered a clause in the contracts, forbidding anybody to engage in any sports while in function.
Fowler’s years as a member of the most exclusive club in rock had come to a sudden end.

The cast
Steve Vai is a pioneering guitar player, composer and producer who sold more than 15 million albums. He performed with G3, David Lee Roth and Whitesnake. He played 193 shows with Frank Zappa.

Tom Fowler is a well-respected fusion bass player who performed with Jean-Luc Ponty, Ray Charles, Steve Hackett and his brothers Bruce and Walt. He played 293 shows with Frank Zappa.

Robert Martin is a multi-instrumentalist who sings, plays keyboards, French horn and sax. He does voice overs and master classes, and has his own series of fitness videos. He played 345 shows with Frank Zappa.

Arthur Barrow did keyboards, programming, bass and arranging for a large number of artists, including Joe Cocker, Billy Idol, Giorgio Moroder and Diana Ross. He played 239 shows with Frank Zappa, and was his clonemeister from 1979 till 1984.

Adrian Belew is as singer and guitar player one of the front men of classic prog ensemble King Crimson. He has recorded a number of acclaimed solo-albums and collaborated with the likes of David Bowie, Talking Heads and Roxy Music. He played 83 shows with Frank Zappa.

Walt Fowler is a trumpet player, arranger and conductor. He was the orchestrator for a large number of Hollywood-productions, among others Interstellar, Man of Steel, Life of Pi and The Da Vinci Code. He played 314 shows with Frank Zappa.

Final quotes:
‘My enjoyment comes from hearing my stuff played right’

‘I make mistakes up there all the time, but uh, I can do it. I wrote it so I can fuck it up.’

I’m probably the best boss anybody could get. It’s a very simple arrangement between me and an employee. I pay money for an employee to do a job, and as long as the employee does that job, I’m happy to pay that money. I don’t want to rule their life or do anything else to them, it’s a straightforward business deal.’

Mark van den Tempel has been working as a independent journalist, editor and director from 1999 on. As a copywriter and interviewer, he contributed content for the television movie magazine Premiere+ on Canal+ Benelux. As a reporter and director for the PRIME movie channel in Belgium, he contributed short and long tv-specials. Some of his feature length documentaries were With(out) Compromise (2009) about maverick directors, Danish for Beginners (2010) about the secret behind the success of Danish cinema, and Power to the People (2012) about the burgeoning trend of alternative film financing.
Mark produced Making Ofs for several Dutch features, a.o. Afblijven!, De Scheepsjongens van Bontekoe and the US/Dutch cult movie Frankensteins Army (2014).
Mark is a regular contributor for well known Dutch magazines as KIJK, Nieuwe Revu en Filmkrant, where he publishes about cinema, music and architecture.